FOR
RELEASE ON
|
26 APRIL 2024
|
IP Group plc -
Employee Share Schemes; Director/PDMR
shareholding
IP Group plc (LSE: IPO) ("IP Group"
or "the Group" or "the Company"), which invests in breakthrough
science and innovation companies with the potential to create a
better future for all, announces the
following in connection with its employee share
schemes.
Release of shares for remuneration relating to 2022 and prior
financial years
The below information relates to the
release of shares arising from 2019 LTIPs that originally vested in
2022 and annual bonuses for the 2021 and 2022 financial years that
were deferred into shares. In line with policy, the Group's
executive directors have retained all resulting shares other than
those necessarily sold to meet their immediate tax
liabilities.
Deferred Bonus release
On 23 April 2024, the Group's
executive directors and two other persons discharging managerial
responsibilities ("PDMRs") received a total of 387,266 ordinary
shares of two pence each ("Shares"), resulting from the partial
deferral of annual bonuses for the 2021 and 2022 financial years.
On the same date, other Group employees received a total of
1,256,629 Shares resulting from the partial deferral of bonuses
from the same period. The number of Shares assigned to each
individual was adjusted to account for dividends paid by the
Company during the relevant vesting periods. The delivery of such
Shares was satisfied through the transfer of 1,643,895 Shares which
the Group held in treasury.
Release of LTIP Awards
On 23 April 2024, the Group's
executive directors and two other PDMRs received a total of 782,411
Shares, resulting from the release of LTIP Awards made in 2019 and
which had vested in March 2022 subject to a two year holding
period. On the same date, other Group employees received a total of
2,055,183 Shares, resulting from the release of the same
awards. The number of Shares assigned to each individual
was adjusted to account for dividends paid by the Company
during the vesting and holding periods of such awards. The
delivery of such Shares was satisfied through the transfer of
2,837,594 Shares which the Group held in treasury.
For both of the above share
releases, the Group's executive directors have retained all of
their Shares other than those that were necessarily sold to meet
their tax liabilities. Their Shares retained will be held by the
Group's employee benefit trust on behalf of, and as nominee for,
the executive directors in order to facilitate the application of
the Group's Post Cessation Shareholding Policy.
Deferral of annual bonuses relating
to 2023 financial year
The below information relates to the
deferral of a proportion of annual bonuses for the 2023 financial
year, until 2025 and 2026, in line with policy.
Deferred Bonus Awards
On 23 April 2024, IP Group granted
conditional share awards over Shares to certain PDMRs under the
Group's Share Plan. The grants reflect the deferral of fifty per
cent of each person's award above £25,000 under the Group's Annual
Incentive Scheme in respect of the Group's performance for the
financial year ended 31 December 2023. The following table sets out
details of the awards made to the PDMRs:
Name of Director/PDMR
|
Structure of award
|
Number of options
granted
|
Total number of options
currently held
|
Greg Smith
|
Conditional Share Award
|
81,964
|
121,291
|
David Baynes
|
Conditional Share Award
|
47,924
|
71,628
|
Mark Reilly
|
Conditional Share Award
|
93,938
|
133,944
|
Sam Williams
|
Conditional Share Award
|
60,340
|
80,387
|
Total
|
|
284,166
|
407,250
|
Awards over a further 1,294,268
Shares were made to certain other of the Group's employees. As at
the date of this announcement, a total of 2,138,580
Deferred Bonus awards over
Shares remain outstanding under the IP Group Share
Plan.
No consideration was paid for the
grant of the awards and no consideration is due upon their release.
Fifty per cent of the Deferred Bonus awards will be released on 31
March 2025 and fifty per cent on 31 March 2026, with each release
generally subject to continued employment.
Long-term remuneration relating to 2024 and future financial
years
The below information relates to
long-term restricted share awards for the 2024 financial year and
beyond, in line with policy.
Restricted Share Awards
On 23 April 2024, IP Group made
restricted share awards under the Group's Share Plan ("Restricted
Share Awards") of 8,833,966 Shares to its executive directors,
other PDMRs and certain other employees.
Vesting of these Restricted Share
Awards will take place over a three-year period commencing on 1
April 2024 and ending on 31 March 2027 (the "Vesting
Period"). The vesting of the Awards will be subject to review
by the Group's Remuneration Committee at the end of the Vesting
Period of performance as against both a financial underpin based on
adjusted NAV growth over the period of three financial years ending
on 31 December 2026 and other qualitative performance measures
(together the "Underpin Criteria").
The Restricted Share Awards made to
the executive directors and other PDMRs are set out in the table
below, and Restricted Share Awards over a further 4,733,362 Shares
have been made to other of the Group's employees.
The number of Shares stated is the maximum number
that could vest at the end of the Vesting Period for each executive
director or PDMR. If the Committee considers that any of the
Underpin Criteria is not met as part of its review at the end of
the Vesting Period or there is otherwise reason to adjust the
awards in accordance with the rules of the Group's Share Plan, it
will then consider whether it is appropriate to scale back the
number of shares that vest.
The number of Awards made was
calculated using the closing price on 22 April 2024 of
47.45p.
Subject to the Remuneration
Committee's review of performance against the Underpin Criteria,
the Restricted Share Awards will ordinarily vest on or around 31
March 2027. Any Restricted Share Awards
which vest will ordinarily be subject to a post-vesting holding
period of two years. Shares will be issued in connection with any
vested Restricted Share Awards at the end of this holding
period.
A copy of the Group's Share Plan can
be found at:
https://www.ipgroupplc.com/investors/corporate-governance
Executive
Director/PDMR
|
Maximum number
of Shares
conditionally awarded in respect
of 2024 RSP
|
Greg
Smith
|
2,393,256
|
David
Baynes
|
1,094,177
|
Mark
Reilly
|
330,558
|
Sam
Williams
|
282,613
|
Total
|
4,100,604
|
Shares in issue
As at 25 April, the Company had
1,063,188,005 Shares in issue of which 31,463,584
Shares were held in treasury.
The
following information is being disclosed pursuant to the
requirements of MAR.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
DBSP Exercise/Release
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Sam Williams
Mark Reilly
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Exercise of options in connection
with the 2022 DBSP and release of the 2023 Deferred Bonus
Awards
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
Nil Cost Option
|
91,377
|
Greg Smith
|
Conditional Share Award
|
40,202
|
David Baynes
|
Nil Cost Option
|
78,257
|
David Baynes
|
Conditional Share Award
|
24,231
|
Sam Williams
|
Nil Cost Option
|
42,713
|
Sam Williams
|
Conditional Share Award
|
20,493
|
Mark Reilly
|
Nil Cost Option
|
49,130
|
Mark Reilly
|
Conditional Share Award
|
40,863
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
387,266
48.3p
£187,049.48
|
f)
|
Date of the transaction
|
23 April 2024
|
g)
|
Place of the transaction
|
London Stock Exchange, Main
Market
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Sam Williams
Mark Reilly
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Sale
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
47.7337p
|
61,842
|
David Baynes
|
47.7337p
|
48,169
|
Sam Williams
|
47.7337p
|
29,707
|
Mark Reilly
|
47.7337p
|
66,145
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
205,863
47.7337p
£98,266.03
|
f)
|
Date of the transaction
|
26 April 2024
|
g)
|
Place of the transaction
|
London Stock Exchange, Main
Market
|
LTIP
Release
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Sam Williams
Mark Reilly
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Release of the 2019 LTIP
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
Conditional Share Award
|
303,676
|
David Baynes
|
Conditional Share Award
|
303,676
|
Sam Williams
|
Conditional Share Award
|
121,470
|
Mark Reilly
|
Conditional Share Award
|
53,589
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
782,411
48.3p
£377,904.51
|
f)
|
Date of the transaction
|
23 April 2024
|
g)
|
Place of the transaction
|
London Stock Exchange, Main
Market
|
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Sam Williams
Mark Reilly
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Sale
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
47.7337p
|
142,728
|
David Baynes
|
47.7337p
|
142,728
|
Sam Williams
|
47.7337p
|
57,091
|
Mark Reilly
|
47.7337p
|
53,589
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
396,136
47.7337p
£189,090.37
|
f)
|
Date of the transaction
|
26 April 2024
|
g)
|
Place of the transaction
|
London Stock Exchange, Main
Market
|
DBSP
Awards
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Sam Williams
Mark Reilly
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Grant of conditional share awards
under the IP Group plc DBSP
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
Nil
|
81,964
|
David Baynes
|
Nil
|
47,924
|
Sam Williams
|
Nil
|
60,340
|
Mark Reilly
|
Nil
|
93,938
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
Aggregated Number of Shares
conditionally awarded under the DBSP to Directors and PDMRs on 23
April 2024:
Price: £ nil
284,166
|
f)
|
Date of the transaction
|
23 April 2024
|
g)
|
Place of the transaction
|
Outside a trading venue
|
RSP
Awards
1
|
Details of the person discharging managerial
responsibilities/person closely associated
|
a)
|
Name
|
Greg Smith
David Baynes
Mark Reilly
Sam Williams
|
2
|
Reason for the
notification
|
a)
|
Position/status
|
Director Chief
Executive Officer
Director Chief
Operating and Financial Officer
PDMR Managing
Partner, Life Sciences
PDMR Managing
Partner, Technology
|
|
Initial notification
/Amendment
|
Initial Notification
|
3
|
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
|
a)
|
Name
|
IP Group plc
|
b)
|
Legal Entity Identifier
|
213800HG22UM138WFG43
|
4
|
Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
a)
|
Description of the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 2p each in IP
Group plc
ISIN: GB00B128J450
|
b)
|
Nature of the transaction
|
Conditional award of Shares under
the IP Group plc RSP
|
c)
|
Currency
|
GBP
|
d)
|
Price(s) and volume(s)
|
Name(s)
|
Price(s)
|
Volume(s)
|
Greg Smith
|
Nil
|
2,393,256
|
David Baynes
|
Nil
|
1,094,177
|
Mark Reilly
|
Nil
|
330,558
|
Sam Williams
|
Nil
|
282,613
|
|
e)
|
Aggregated information
-Aggregated volume
- Price
- Aggregated total
|
Aggregated Number of Shares
conditionally awarded under the RSP to Directors and PDMRs on 23
April 2024:
Price: £ nil
4,100,604
|
f)
|
Date of the transaction
|
23 April 2024
|
g)
|
Place of the transaction
|
Outside a trading venue
|
For
more information, please contact:
IP
Group plc
|
www.ipgroupplc.com
|
Liz Vaughan-Adams, Communications
Portland
Alex Donaldson
|
+44 (0) 20 7444 0062/+44 (0) 7979 853802
+44 (0) 7516 729702
|
Notes for editors
About IP Group
IP Group accelerates the impact of science for a better
future. As the most active UK
based, early stage science investor, we develop and
support some of the world's most exciting businesses
in deeptech, life sciences and cleantech (led by Kiko
Ventures). Through Parkwalk, the UK's largest
growth EIS fund manager, we also back world-changing innovation
emerging in leading universities and research
institutions. Our
specialist investment team combines sector expertise with an
international approach. Together we have a strong track record of
success, having backed high-profile companies including Oxford
Nanopore Technologies plc, First Light Fusion, Hysata, and
Oxbotica. IP Group is listed on the Main Market of the London Stock
Exchange under the code IPO.
For more information, please visit
our website at www.ipgroupplc.com.
ENDS